SBS Technologies, Inc. Announces Agreement to Acquire SDL Communications, Inc - Company Business and Marketing

Cambridge Telcom Report, Feb 28, 2000

SBS Technologies, Inc. ("SBS") ("the Company") (Nasdaq: SBSE) Tuesday announced that it has reached agreement to acquire SDL Communications, Inc. ("SDL"), a privately held company located in Easton, Massachusetts that specializes in WAN I/O for the Telecommunications and Data Communications market. SDL designs, manufactures and markets T1/E1, T3/E3, HSSI and OC3 products based on the PCI, CompactPCI and PMC form factors and supporting protocols such as Frame Relay, HDLC, PPP, X.25 and ATM. SDL's products support the operating systems most commonly used in communications, including Windows NT, Solaris and VxWorks. The purchase price of the acquisition is $25 million and will be funded from existing cash and banking facilities. The Company anticipates closing the acquisition of SDL within approximately 45 days.

"We are committed to expanding our capabilities and presence in the converging telecommunications and data communications market, and this acquisition accelerates SBS' implementation of this strategy," said Christopher J. Amenson, Chairman and Chief Executive Officer of SBS. "SDL is a world leader in the design and manufacture of advanced wide area network adapters for use in networking platforms and systems. The competencies that this group of employees brings to SBS complement our processor, I/O and systems capabilities and should accelerate our growth in the communications market," Amenson continued.

"The addition of SDL, following closely the December acquisition of Scitech, Inc., continues the development of our communications business and increases the proportion of our sales and skills development in this area. In addition, SDL brings into SBS customer relationships with companies such as Compuware, IBM, Intel, ITT, Motorola, Network Associates, Nokia and Nortel. This acquisition is expected to add approximately $14 million to our communications revenue in calendar 2000. SDL should provide a slight increase to our Cash Earnings Per Share this fiscal year, but due to the amortization of Goodwill associated with the acquisition, there will likely be a modest reduction in fully diluted EPS for this fiscal year of between $0.06 and $0.08. SDL should expand cash EPS by between $0.25 and $0.30 in fiscal 2001, and add between $0.08 and $0.12 to fully diluted EPS after the amortization of Goodwill, in fiscal year 2001," Amenson continued.

SBS Technologies, Inc. is a leading designer and manufacturer of open-architecture, standard bus embedded computer components that system designers can easily utilize to create a custom solution specific to the user's unique application. SBS product lines include CPU boards, input/output (I/O) modules, avionics modules and analyzers, interconnection and expansion units, telemetry boards, data acquisition software and industrial computers. SBS embedded computer components are used in a variety of applications, such as telecommunications, medical imaging, industrial control and aerospace. For news releases, product and other information, visit the SBS Web site at http://www.sbs.com.